Alternative Financing Commitment Letter definition

Alternative Financing Commitment Letter has the meaning set forth in Section 6.14(b).

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Alternative Financing Commitment Letter has the meaning set forth in Section 4.7(a) of this Agreement.

Alternative Financing Commitment Letter has the meaning set forth in Section 8.10(c).

Examples of Alternative Financing Commitment Letter in a sentence

• Nothing in this Section 9.3 shall in any way expand the circumstances in which Purchaser may be liable under this Agreement, any of the transactions contemplated hereby, the Debt Commitment Letter or the Debt Financing (or any Alternative Financing Commitment Letter or Alternative Financing, as applicable).

• The funding of the term loans in an amount sufficient to pay the Required Amount (as defined in the Merger Agreement) and the initial availability of the revolving commitments, in each case comprising part of the Debt Financing as contemplated by the Debt Financing Commitment Letter or any Permitted Alternative Financing Commitment Letter, in each case, will have occurred prior to or will occur contemporaneously with the Closing subject to the terms and conditions, as applicable, thereof.

• As applicable, references in this Agreement (i) to Financing or Debt Financing shall include Alternative Financing, and (ii) to any Financing Letter or Debt Commitment Letter shall include the Alternative Financing Commitment Letter.

• Defined Term Section Accountants 3.2(b)(ii) Agreement Preamble Allocation 3.5 Alternative Financing 6.11(b) Alternative Financing Commitment Letter 6.11(b) Applicable Parties 9.3 Balance Sheet Date 4.5(c) *** Confidential treatment has been requested for redacted portions of this exhibit.

• As applicable, references in this Agreement (other than with respect to representations in this Agreement made by Parent that speak as of the date hereof) (A) to Financing or Debt Financing shall include Alternative Financing, (B) to Financing Commitments or Debt Financing Commitments shall include the Alternative Financing Commitment Letter and (C) to Definitive Financing Agreements shall include the definitive documentation relating to any such Alternative Financing.

• References herein to “Financing” shall include the Alternative Financing, if applicable, and references to “Commitment Letter” and “Debt Commitment Letter” shall include the Alternative Financing Commitment Letter, if applicable.

• As applicable, references in this Agreement (i) to Debt Financing shall include Alternative Financing and (ii) to any Debt Commitment Letter shall include the Alternative Financing Commitment Letter.

• Without limitation of the foregoing, upon the request of the Company from time to time, Parent will promptly update the Company on the material activity and developments of its efforts to arrange and obtain the Financing, including by providing copies of all definitive agreements (and drafts of all offering documents and marketing materials) related to the Financing, and any amendments, modifications or replacements to any Financing Letters (or any Alternative Financing Commitment Letter).

• The Definitive Debt Financing Documentation shall be on the terms set forth in the Debt Financing Commitment Letter or Permitted Alternative Financing Commitment Letter (or on such other terms subject to compliance with this Agreement), which the Buyers agree and acknowledge will be assigned to and assumed by the Issuer pursuant to the Restructuring.

• As applicable, references in this Agreement (A) to Debt Financing shall include Alternative Financing, and (B) to the Debt Commitment Letter shall include the Alternative Financing Commitment Letter.

More Definitions of Alternative Financing Commitment Letter

Alternative Financing Commitment Letter is defined in Section 9.20(a)(ii).

Alternative Financing Commitment Letter has the meaning set forth in Section 8.10(d). “Alternative Transaction” means a sale, transfer, or other disposition, whether direct or indirect, whether by means of an asset sale (other than a liquidation or other sale of assets where the Business is not continuing as a going-concern), merger, sale of stock, amalgamation, reorganization, or otherwise (including through a standalone plan of reorganization), of (a) beneficial ownership of a majority of the equity interests of the Selling Entities or (b) any material portion of the Assets, in a transaction or a series of transactions with one or more Persons, other than the Buyer and/or its Affiliates; provided, that nothing in this Agreement shall be deemed to prohibit or limit in any manner (and “Alternative Transaction” shall not include) sales of inventory and product sales or other dispositions of immaterial or obsolete assets in the ordinary course of business or sales of assets that would not require Buyer’s consent pursuant to Section 7.02. “Anti-Corruption Laws” has the meaning set forth in Section 5.17. “Anti-Money Laundering Laws” has the meaning set forth in Section 5.17(b).

Alternative Financing Commitment Letter has the meaning ascribed thereto in Section 5.6(b); “AML Laws” has the meaning ascribed thereto in paragraph (v)(iii) of Schedule C;

Alternative Financing Commitment Letter and any references to “Financing Agreements” shall include the definitive documentation relating to any such Alternative Financing.

Alternative Financing Commitment Letter shall have the meaning set forth in Section 5.7(b). “AML Laws” means the Money Laundering Control Act of 1986, the USA PATRIOT Act, the Bank Secrecy Act, and any similar Laws related to terrorist financing or money laundering of the United States or other jurisdiction applicable in respect of the transactions contemplated by this Agreement and by the other transaction document related hereto.